Common use of Turnover Phase Transition Events Clause in Contracts

Turnover Phase Transition Events. During the turnover phase and prior to the actual termination date of the Contract, the Contractor agrees to: - Stop work under the Contract on the date and to the extent specified in the termination notice; - Place no further orders or subcontracts for materials, services, or facilities except as may be necessary for completion of work under the Contract as directed by the Department; - Assign to the Department in the manner and to the extent directed by the Department of all rights, title, and interest of the Contractor under the orders or subcontracts so terminated; - Negotiate an extension of the Contract, if requested by the Department; - Cooperate with the Department and an incoming contractor, if any, to ensure a smooth transition of services; - Work with the Department and an incoming contractor, if any, to create and implement a transition plan; - Create or modify contractual performance standards to ensure that appropriate staff levels are maintained to manage daily responsibilities under the Contract, including cooperation with transition activities; - Comply with the Department’s instructions for the timely transfer of any work being performed by the Contractor under the Contract to the Department or an incoming contractor, if any; - Provide a listing of all files, software, applications, interfaces, documentation, and other information requested by the Department - To the extent that title has not already been transferred, transfer title to any “Work Product” developed under the Contract; - Provide consultation in the operation duties of the Contractor for sixty- (60) day period immediately following Contract termination. Contractors will accomplish the above events or deliver requested materials to the Department within the timeframe specified by the Department. Payment will not be made for turnover services except as part of the fixed price for the operational phase of the Contract.

Turnover Phase Transition Events. During the turnover phase and prior to the actual termination date of the Contract, the Contractor agrees to: - Stop work under the Contract on the date and to the extent specified in the termination notice; - Place no further orders or subcontracts subcontractors for materials, services, or facilities except as may be necessary for completion of work under the Contract as directed by the Department; - Assign to the Department in the manner and to the extent directed by the Department of all rights, title, and interest of the Contractor under the orders or subcontracts so terminated; - Negotiate an extension of the Contract, if requested by the Department; - Cooperate with the Department and an incoming contractorsubcontractor, if any, to ensure a smooth transition of services; - Work with the Department and an incoming contractor, if any, to create and implement a transition plan; - Create or modify contractual performance standards to ensure that appropriate staff levels are maintained to manage daily responsibilities under the Contract, including cooperation with transition activities; - Comply with the Department’s instructions for the timely transfer of any work being performed by the Contractor under the Contract to the Department or an incoming contractor, if any; - Provide a listing of all files, software, applications, interfaces, documentation, and other information requested by the Department - Department; To the extent that title has not already been transferred, transfer title to any “Work Product” developed under the Contract; - Provide consultation in the operation duties of the Contractor for sixty- (60a sixty-(60) day period immediately following Contract termination. Contractors The Contractor will accomplish the above events or deliver requested materials to the Department within the timeframe specified by the Department. Payment will not be made for turnover services except as part of the fixed price for the operational phase of the Contract. Delay or Impossibility of Performance Neither party shall be in default under the Contract if performance is prevented, delayed or made impossible by an act of God during continuance of the act of God. The delay or impossibility of performance must be beyond the control and without the fault or negligence of the parties. If delay results from a subcontractor’s conduct, negligence or failure to perform, the Contractor shall not be excused from compliance with the terms and obligations of the Contract. This Subsection shall not become operative until the party whose performance is delayed or made impossible notifies the other party of the occurrence and reason for the delay. The parties shall make every effort to minimize the time of nonperformance and the scope of services not being performed due to the act of God.